Securities Exchange Agreement Sample Clauses

Securities Exchange Agreement. This Automatically Convertible Promissory Note (this “Note”) is issued pursuant to the terms of that certain Securities Exchange Agreement dated as of [●], 2020 among the Company, the Holder and the other parties named therein (as may from time to time be amended, modified or supplemented or restated in accordance with its terms, the “Securities Exchange Agreement”). Capitalized terms used but not otherwise defined herein shall have the respective meaning ascribed therein to them in the Securities Exchange Agreement.

Securities Exchange Agreement. THIS OPTIONALLY CONVERTIBLE PROMISSORY NOTE (THIS “NOTE”) IS ISSUED PURSUANT TO THE TERMS OF THAT CERTAIN SECURITIES EXCHANGE AGREEMENT DATED AS OF [●], 2020 AMONG THE COMPANY, THE HOLDER AND THE OTHER PARTIES NAMED THEREIN (AS MAY FROM TIME TO TIME BE AMENDED, MODIFIED OR SUPPLEMENTED OR RESTATED IN ACCORDANCE WITH ITS TERMS, THE “SECURITIES EXCHANGE AGREEMENT”). CAPITALIZED TERMS USED BUT NOT OTHERWISE DEFINED HEREIN SHALL HAVE THE RESPECTIVE MEANING ASCRIBED THEREIN TO THEM IN THE SECURITIES EXCHANGE AGREEMENT.

Securities Exchange Agreement. Reference is made to that certain Securities Exchange Agreement, dated as of July 19, 2021, by and between the Company and LSB Funding (as amended from time to time, the “Exchange Agreement”). Capitalized terms used and not otherwise defined in this Section 2 shall have the respective meanings ascribed to them in the Exchange Agreement. a) Pursuant to Section 4.6 of the Exchange Agreement, the Company hereby consents to the Distribution in Kind. b) Pursuant to Section 7.10 of the Exchange Agreement, each of LSB Funding and SBT Investors hereby notifies the Company that it is assigning all of its rights under Sections 4.11, 4.12, 4.13 and 4.14 of the Exchange Agreement to TLB-LSB effective as of immediately following the consummation of the Distribution in Kind. In connection with such assignment, LSB Funding, SBT Investors and TLB-LSB hereby represent and warrant to the Company that TLB-LSB is an Affiliate of LSB Funding and SBT Investors and TLB-LSB is financially capable of performing the obligations of the Holder under the above-referenced sections of the Exchange Agreement.

Securities Exchange Agreement. Prior to or simultaneously with the Closing, the transactions contemplated by the Securities Exchange Agreement shall have been consummated, including, without limitation, the cancellation by Xxxxxxxxx of

Securities Exchange Agreement. Simultaneously with the execution of this Amendment by the parties hereto, the parties hereto agree to execute a Securities Exchange Agreement substantially in the form attached as Exhibit A hereto and to consummate the transactions contemplated by such Securities Exchange Agreement.

Securities Exchange Agreement. Prior to the Effective Time, the Acquiror will not amend, modify or terminate the Securities Exchange Agreement without the prior written consent of the Company.

Securities Exchange Agreement. The Agents and their counsel shall have received fully executed originals of the Securities Exchange Agreement;

Securities Exchange Agreement. All of the representations and warranties made by the Company in Section 3 of the Securities Exchange Agreement are true and correct.

Securities Exchange Agreement. The Company shall comply with all of its covenants set forth in the Securities Exchange Agreement.

Securities Exchange Agreement. Reference is made to that certain Securities Exchange Agreement, dated as of July 19, 2021, by and between the Company and LSB Funding (the “Exchange Agreement”). Capitalized terms used and not otherwise defined in this Section 2 shall have the respective meanings ascribed to them in the Exchange Agreement. a) Pursuant to Section 4.6 of the Exchange Agreement, the Company hereby consents to the Distribution in Kind and the Secondary Offering. b) Pursuant to Section 7.10 of the Exchange Agreement, LSB Funding hereby notifies the Company that it is assigning all of its rights under Sections 4.11, 4.12, 4.13 and 4.14 of the Exchange Agreement to SBT Investors effective as of immediately following the consummation of the Distribution in Kind. In connection with such assignment, LSB Funding and SBT Investors hereby represent and warrant to the Company that SBT Investors is an Affiliate of LSB Funding and SBT Investors is financially capable of performing the obligations of the Holder under the above-referenced sections of the Exchange Agreement.